STATE OF RHODE ISLAND AND PROVIDENCE PLANTATIONS

PROVIDENCE, SC. SUPERIOR COURT

(FILED: March 8, 2018)

ALISON N. MARTINS, Individually :

and as Co-Executrix of the :

ESTATE OF JOHN MARTINS, :

Plaintiff, :

:

v. :

:

BRIDGESTONE AMERICAS TIRE :

OPERATIONS, LLC; BRIDGESTONE :

AMERICAS, INC.; BRIDGESTONE : C.A. No. PC-2017-2420

RETAIL OPERATIONS, LLC; :

PETERBILT OF CONNECTICUT, INC. :

d/b/a PETERBILT OF RHODE ISLAND, :

INC.; PETERBILT MOTORS, CO.; :

PACCAR, INC.; PATRIOT SALES AND :

SERVICE, INC.; MILLER INDUSTRIES :

TOWING EQUIPMENT, INC.; and :

ABC CORPORATION, :

Defendants. :

DECISION

STERN, J. Defendants Bridgestone Americas Tire Operations, LLC (BATO), Bridgestone

Americas, Inc. (BSAM), and Bridgestone Retail Operations, LLC (Bridgestone Retail)

(collectively, the Bridgestone Entities) and Defendants PACCAR, Inc. (PACCAR) and Peterbilt

Motors, Co. (Peterbilt Motors) have filed motions to dismiss for lack of personal jurisdiction.

Jurisdiction is pursuant to Super. R. Civ. P. 12(b)(2).

I

Facts and Travel

The decedent, John Martins (Decedent), was the owner of Sterry Street Towing located in

Attleboro, Massachusetts (Sterry Street). Second Am. Compl. (Compl.) at 6. On or about

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September 4, 2015, he drove a Sterry Street rotator truck from Attleboro, Massachusetts through

Rhode Island into Connecticut to assist in the recovery of a school bus. Id. at 7. After this job

was completed, and on his way back to his business, a Bridgestone M844 tire located on the left

front rotator truck’s cab suffered a belt and/or tread separation, rendering the vehicle

uncontrollable. Id. This incident occurred in Connecticut, before Decedent could cross the

Connecticut/Rhode Island border. Id. The truck veered off the highway, crashed into a tree, and

caught fire. Id. Decedent suffered severe personal injuries and was airlifted from the accident

scene in Connecticut to Rhode Island Hospital. Id.; Pl.’s Obj. to Bridgestone Entities’ Mot. to

Dismiss at 5; Pl.’s Obj. to PACCAR and Peterbilt Motors’ Mot. to Dismiss at 3. He remained in

the hospital for the next three weeks and subsequently died from his injuries. Id.

Decedent was a Pawtucket, Rhode Island resident. Id. at 1. After the Probate Court

granted Decedent’s heirs estate administration following his death, Alison N. Martins, in her

individual capacity and as Co-Executrix of the Decedent’s Estate (Plaintiff), filed this suit on

behalf of Decedent against BATO; Peterbilt of Connecticut, Inc. d/b/a Peterbilt of Rhode Island,

Inc. (Peterbilt of Rhode Island); Patriot Sales and Service, Inc. (Patriot); PACCAR; Miller

Industries Towing Equipment, Inc. (Miller Industries); and ABC Corporation. Subsequently,

Plaintiff filed two Amended Complaints which, in addition to these already named Defendants,

added BSAM, Bridgestone Retail, and Peterbilt Motors as Defendants.1

Plaintiff states that on September 23, 2005, Sterry Street entered into negotiations with

Patriot to purchase a new Peterbilt Model 379 rotator truck. Pl.’s Obj. to Bridgestone Entities’

Mot. to Dismiss (Pl.’s Obj.), Ex. 4. Patriot—a Pawtucket, Rhode Island authorized dealer of tow

trucks and related equipment—acted as the broker for Sterry Street to locate a proper supplier of

1 This Court will refer to all of these Defendants collectively as Defendants.

3

the truck, and on September 26, 2005 completed a purchase order with Miller Industries to

supply the rotator system portion of the rotator truck. Id. at Ex. 5. According to Plaintiff, this

purchase order lists the “Ship To” address as Patriot’s Rhode Island address. Id. There was also

a further contract entered into between the parties on October 14, 2005; this contract also

identified Patriot as a corporation located in Rhode Island. Id. at Ex. 6.

Then, on October 20, 2005, Patriot entered into a contract with Peterbilt of Rhode Island,

located in Johnston, Rhode Island, to supply the cab and chassis of the rotator truck. Id. at Ex. 7.

This contract also included a specific request for Bridgestone tires on the front axle. Id. This

document had the Peterbilt logo in the header of every page and included references to PACCAR

and its PACCAR Financial services. See id. It also included the shipping destination for the cab

and chassis as the Miller Industries plant in Tennessee. Id.

On November 30, 2005, Peterbilt Motors issued a certificate of origin for the rotator truck

to Peterbilt of Rhode Island of 11 Industrial Lane, Johnston, RI 02919. Id. at Ex. 8. According

to Plaintiff, there was another invoice sent on or about March 15, 2006 between Miller Industries

and Patriot that indicated that the delivery address was “Patriot Sales and Service, Inc., 531 Main

Street, Pawtucket, RI 02860.” Id. at Ex. 9.

On or about May 25, 2006, Sterry Street issued a check to Patriot for $108,801.55 as

partial payment for the truck; this check indicated that Patriot’s address was still 531 Main

Street, Pawtucket, RI 02860. Id. at Ex. 10. On or about August 18, 2006, Patriot sold the rotator

truck to Sterry Street, and at that time, the Bridgestone tire in question was mounted as original

equipment on the front left cab of the rotator truck. Id. at Ex. 11. The Bridgestone Entities,

PACCAR, and Peterbilt Motors filed motions to dismiss this matter for lack of personal

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jurisdiction under Super. R. Civ. P. 12(b)(2).2 Plaintiff timely objected to both motions to

dismiss.

II

Standard of Review

“It is well established that to withstand a defendant’s Rule 12(b)(2) motion to dismiss a

complaint for lack of in personam jurisdiction, a plaintiff must allege sufficient facts to make out

a prima facie case of jurisdiction.” Cerberus Partners, L.P. v. Gadsby & Hannah, LLP, 836

A.2d 1113, 1118 (R.I. 2003) (citing Ben’s Marine Sales v. Sleek Craft Boats, 502 A.2d 808, 809

(R.I. 1985)). “A prima facie case of jurisdiction is established when the requirements of Rhode

Island’s long-arm statute are satisfied.” Id. (citing Ben’s Marine Sales, 502 A.2d at 809).

General Laws 1956 § 9-5-33(a) provides the following:

“Every foreign corporation, every individual not a resident of this

state . . . and every partnership or association, composed of any

person or persons not such residents, that shall have the necessary

minimum contacts with the state of Rhode Island, shall be subject

to the jurisdiction of the state of Rhode Island . . . in every case not

contrary to the provisions of the constitution or laws of the United

States.” Sec. 9-5-33(a).

“As interpreted by [the Rhode Island Supreme Court], § 9-5-33(a) permits the exercise of

jurisdiction over nonresident defendants to the fullest extent allowed by the United States

Constitution.” Rose v. Firstar Bank, 819 A.2d 1247, 1250 (R.I. 2003) (citing McKenney v.

Kenyon Piece Dye Works, Inc., 582 A.2d 107, 108 (R.I. 1990)). “Absent a finding that these

minimum contacts exist, the due process clause of the Fourteenth Amendment prohibits a state

court from rendering a valid personal judgment against the defendant.” Almeida v. Radovsky,

506 A.2d 1373, 1375 (R.I. 1986) (citing McGee v. Int’l Life Ins. Co., 355 U.S. 220, 223 (1957)).

2 This Court notes that Defendant Miller Industries has also filed a motion to dismiss for lack of

personal jurisdiction; however, this motion is not presently before this Court.

5

III

Analysis

A

Underlying Law of Personal Jurisdiction

“The Due Process clause of the United States Constitution limits the exercise of personal

jurisdiction over nonresident defendants to those who ‘have certain minimum contacts with [the

forum] such that maintenance of the suit does not offend traditional notions of fair play and

substantial justice.’” Rose, 819 A.2d at 1250 (quoting Int’l Shoe Co. v. Washington, 326 U.S.

310, 316 (1945)). In applying this standard, this Court will analyze the “‘quality and quantity of

the potential defendant’s contacts with the forum.’” Id. (quoting Phillips Exeter Acad. v.

Howard Phillips Fund, Inc., 196 F.3d 284, 288 (1st Cir. 1999)). “The minimum contacts

requirement protects defendants from the burden of having to litigate in an inconvenient forum

and it ensures that states ‘do not reach out beyond [their] limits . . . as coequal sovereigns in a

federal system.’” Cerberus Partners, 836 A.2d at 1118 (quoting World-Wide Volkswagen Corp.

v. Woodson, 444 U.S. 286, 292 (1980)).

Determining minimum contacts that will satisfy the requirements of due process will

depend upon the facts of each particular case. Ben’s Marine Sales, 502 A.2d at 810. The

fundamental question is whether “‘the defendant’s conduct and connection with the forum State

are such that [it] should reasonably anticipate being haled into court there.’” Bendick v. Picillo,

525 A.2d 1310, 1312 (R.I. 1987) (quoting World-Wide Volkswagen Corp., 444 U.S. at 297).

This Court has personal jurisdiction over a nonresident defendant when a plaintiff can

prove either general or specific jurisdiction. Cassidy v. Lonquist Mgmt. Co., LLC, 920 A.2d 228,

232 (R.I. 2007) (quoting Cerberus Partners, 836 A.2d at 1118). “When its contacts with a state

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are continuous, purposeful, and systematic, a nonresident defendant will subject itself to the

general jurisdiction of that forum’s courts with respect to all claims, regardless of whether they

relate to or arise out of the nonresident’s contacts with the forum.” Rose, 819 A.2d at 1250

(citing Int’l Shoe, 326 U.S. at 318). If a nonresident’s contacts with this forum are sufficient to

amount to general personal jurisdiction, then they may be sued in this forum for claims entirely

distinct from those activities. Id. at 1251 (quoting Int’l Shoe, 326 U.S. at 318); see also Casey v.

Treasure Island at Mirage, 745 A.2d 743, 744 (R.I. 2000) (per curiam). When a defendant’s

contacts with this forum are not sufficient to exercise general jurisdiction, this Court may

nonetheless exercise specific personal jurisdiction if the claim “‘sufficiently relates to or arises

from any of a defendant’s purposeful contacts with the forum.’” Cerberus Partners, 836 A.2d at

1119 (quoting Rose, 819 A.2d at 1251).

Moreover, the “gestalt factors” help determine whether the exercise of personal

jurisdiction is reasonable. Id. at 1121. “These factors include the burden on the defendant, the

forum state’s interest in adjudicating the dispute, the plaintiff’s interest in obtaining the most

effective resolution of the controversy, and the shared interest of the several states in furthering

fundamental substantive social policies.” Id. (citing World-Wide Volkswagen, 444 U.S. at 292

and State of Md. Cent. Collection Unit v. Bd. of Regents for Educ. of Univ. of R.I., 529 A.2d 144,

151 (R.I. 1987)). These considerations can be used to establish that jurisdiction is reasonable

over the defendant when there are fewer minimum contacts than necessary. Id. (quoting Burger

King Corp. v. Rudzewicz, 471 U.S. 462, 477 (1985)). However,

“[t]hese factors do not even come into play . . . until it has been

shown that a defendant has purposefully established minimum

contacts with the forum state. Due process requires at least some

act by which a defendant purposefully avails itself of the privilege

of conducting activities within the forum state; it is the sine qua

non of personal jurisdiction. Until such an act is established, the

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reasonableness of exercising jurisdiction is not even an issue.” Id.

at 1121-22.

1

General Jurisdiction

This Court may not exercise general jurisdiction over a nonresident defendant unless the

defendant’s “contacts with a state are continuous, purposeful, and systematic.” Rose, 819 A.2d

at 1250 (citing Int’l Shoe, 326 U.S. at 317). Because Rhode Island’s long arm statute provides

for the exercise of jurisdiction over nonresident defendants to the greatest extent as allowed by

constitutional due process limits, this Court looks to the Due Process Clause of the Fourteenth

Amendment to determine such jurisdiction. See Almeida, 506 A.2d at 1374-75.

General jurisdiction is appropriate when—despite the cause of action not arising from

any specific contact with the state—the defendant is “at home” in the forum state. Daimler AG

v. Bauman, 134 S. Ct. 746, 754 (2014) (quoting Goodyear Dunlop Tires Operations, S.A. v.

Brown, 564 U.S. 915, 919 (2011)). Specifically,

“Goodyear made clear that only a limited set of affiliations with a

forum will render a defendant amenable to all-purpose jurisdiction

there. ‘For an individual, the paradigm forum for the exercise of

general jurisdiction is the individual’s domicile; for a corporation,

it is an equivalent place, one in which the corporation is fairly

regarded as at home.’” Id. at 760 (quoting Goodyear, 564 U.S. at

924).

“With respect to a corporation, the place of incorporation and principal place of business are

paradig[m] . . . bases for general jurisdiction.” Id. (internal citations omitted). The Supreme

Court has noted, however, that outside these two restrictions, general jurisdiction—in an

exceptional case—can also be found if “a corporation’s operations in a forum other than its

formal place of incorporation or principal place of business may be so substantial and of such a

nature as to render the corporation at home in that State.” Id. at 761 n.19. The Court did stress,

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however, that considering general jurisdiction “in every State in which a corporation engages in

a substantial, continuous, and systematic course of business” is “unacceptably grasping.” Id. at

761. Instead, the Supreme Court elaborated that the inquiry is not whether a foreign

corporation’s in-forum contacts are continuous and systematic, but whether that corporation’s

“‘affiliations with the State are so ‘continuous and systematic’ as to render [it] essentially at

home in the forum State.’” Id. (quoting Goodyear, 564 U.S. at 919).

2

Specific Jurisdiction

“For specific personal jurisdiction to exist . . . the defendant must have performed ‘some

act by which [it] purposefully [availed] itself of the privilege of conducting activities within the

forum state, thus invoking the benefits and protections of its laws.’” Cerberus Partners, 836

A.2d at 1119 (quoting Rose, 819 A.2d at 1251). Factors determining whether specific

jurisdiction exists include “the relationship among the defendant, the forum, and the litigation.”

State of Md. Cent. Collection Unit, 529 A.2d at 151 (citing Shaffer v. Heitner, 433 U.S. 186, 204

(1977)). Establishing “specific jurisdiction is a far less onerous burden for the plaintiff to carry

than that of general jurisdiction.” Cerberus Partners, 819 A.2d at 1119 (citing Ben’s Marine

Sales, 502 A.2d at 812).

Additionally, “the ‘cornerstones upon which the concept of purposeful availment rest are

voluntariness and foreseeability.’” Id. at 1121 (quoting Sawtelle v. Farrell, 70 F.3d 1381, 1391

(1st Cir. 1995)). As mentioned above, “‘the foreseeability that is critical to due process analysis

. . . is that the defendant’s conduct and connection with the forum [s]tate are such that he should

reasonably anticipate being haled into court there.’” Id. (quoting World-Wide Volkswagen, 444

U.S. at 297). “Jurisdiction is proper when the contacts proximately result from actions that

9

create a ‘substantial connection’ with the forum state.” Id. (quoting McGee, 355 U.S. at 223).

For example,

“‘where the defendant ‘deliberately’ . . . has created ‘continuing

obligations’ between [itself] and residents of the forum, . . . [it]

manifestly has availed [itself] of the privilege of conducting

business there, and because [its] activities are shielded by ‘the

benefits and protections’ of the forum’s laws it is presumptively

not unreasonable to require [it] to submit to the burdens of

litigation in that forum as well.’” Id. (quoting Burger King, 471

U.S. at 475-76).

B

Analysis of Bridgestone Entities’ Motion to Dismiss

1

General and Specific Jurisdiction

BATO is a Delaware limited liability company with its corporate headquarters and

principal place of business in Nashville, Tennessee. Brian Queiser Aff. (Queiser Aff.) at

¶¶ 9-10. BATO’s tires are designed predominantly at its facilities in Akron, Ohio and have

never been designed in Rhode Island. Id. at ¶ 12. It is the Bridgestone entity that designs,

manufactures, and distributes original Bridgestone tires generally, as well as original equipment

tires on cars and/or trucks manufactured by various entities which select and install the

Bridgestone tires. Id. at ¶¶ 12-14, 19, 23. BATO does not have any tire manufacturing plants or

distribution centers in Rhode Island. Id. at ¶¶ 13-14. It owns and operates more than 160

commercial truck and tire servicing facilities in more than thirty states, but does not own and

operate such facilities in Rhode Island. Id. at ¶ 15. According to the 2016 company data, BATO

had one employee in Rhode Island: a local area sales person who worked from his home, as

contrasted with over 12,000 BATO employees nationwide. Id. at ¶ 17. BATO’s 2016 revenues

from sales in Rhode Island were less than $35 million, as contrasted with nearly $6 billion in

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total revenue; Rhode Island sales constituted less than one percent of BATO’s total U.S. sales.

Id.

BATO’s parent company is BSAM, a Nevada corporation that maintains its corporate

headquarters and principal place of business in Nashville, Tennessee. Id. at ¶ 18. BSAM is a

holding company for different subsidiaries in North and South America; it does not design,

manufacture, or distribute tires, nor does it own any property, employ any persons, or operate

any stores in Rhode Island. Id. at ¶¶ 18-20. BSAM has other subsidiaries that do business in

Rhode Island, such as Bridgestone Retail; Bridgestone Retail, BATO, and BSAM are separate

and distinct corporations. Id. at ¶ 21. Bridgestone Retail is a Delaware limited liability company

where, for decades, its corporate headquarters and principal place of business have been in

Illinois. Id. at ¶ 21. Bridgestone Retail operates tire and automotive service centers throughout

the United States and offers retail products and services for passenger cars and light trucks. Id.

at ¶ 22. It does not design or manufacture tires, and it is not involved in the sale of original

equipment tires to manufacturers of vehicles. Id. at ¶ 23. As of 2016, Bridgestone Retail

operated five tire and automotive service centers in Rhode Island and had fewer than seventy-

five employees either living or working in Rhode Island. Id. at ¶ 24. These statistics contrast

with nearly 2200 retail stores and 22,000 employees nationwide. Id. Bridgestone Retail’s 2016

sales revenues from Rhode Island constituted less than 0.3 percent of Bridgestone Retail’s total

U.S. sales. Id. at ¶ 25.

In sum, the Bridgestone Entities assert that there are critical facts that confirm that

personal jurisdiction is lacking against them. Specifically, the Plaintiff admits that the accident

at issue took place entirely within Connecticut, and not Rhode Island; the tire at issue was an

original equipment tire to the tow truck at issue and therefore not purchased from a retail store in

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Rhode Island; no Bridgestone entity sold the alleged original equipment tire at issue to any

person or entity in Rhode Island; the alleged original equipment tire at issue was designed and

manufactured entirely in Tennessee; the alleged original equipment tire at issue was sold to

PACCAR/Peterbilt Motors in Tennessee; the tow truck in issue was manufactured in Tennessee,

and not Rhode Island; and when the tow truck was manufactured in Tennessee, it was fitted with

original equipment tires. Lastly, when the tow truck was complete, Sterry Street picked it up in

Tennessee.

In response, Plaintiff alleges that the Bridgestone Entities are subject to personal

jurisdiction because the subject failed tire was destined for Rhode Island as original equipment

on a rotator truck as part of the initial manufacture and sale, complete with a Certificate of Origin

identifying Rhode Island. Additionally, on the date of the accident, the subject tire traveled on

Rhode Island highways, and Decedent was flown via medivac helicopter from the accident scene

(just over the Rhode Island border in Connecticut) to Rhode Island Hospital, where he was

treated for his injuries for several weeks following the accident. Decedent was also a resident of

Rhode Island on the date of the accident as well as on the date of his death, and he died in Rhode

Island at Rhode Island Hospital on September 27, 2015. Moreover, Plaintiff contends that the

Bridgestone Entities fully availed themselves of the privilege of conducting business in Rhode

Island, and this wrongful death arises from the Bridgestone Entities’ connections with Rhode

Island. Specifically, according to Plaintiff, these connections are the $35 million in revenue that

BATO generated in Rhode Island alone; the fact that there was one BATO salesperson in Rhode

Island to promote its business; that Bridgestone Retail operates, advertises, and sells products at

six Firestone Complete Auto Care centers in Rhode Island; that all three Bridgestone Entities are

registered to conduct business in Rhode Island; and that the Bridgestone Entities operate a

12

website directing customers to where they can purchase Bridgestone tires in Rhode Island. This

last factor, according to Plaintiff, also supports general jurisdiction over the Bridgestone Entities

in Rhode Island. Lastly, Plaintiff argues the mere fact that Sterry Street drove down to

Tennessee to pick up the tow truck is irrelevant when compared to all of these facts supporting

personal jurisdiction here in Rhode Island.

Furthermore, Plaintiff asserts that the Bridgestone Entities have ignored decades of valid

United States Supreme Court precedent which supports specific jurisdiction in Rhode Island

under the stream of commerce theory. Specifically, Plaintiff cites to Asahi Metal Indus. Co. v.

Superior Court of Cal., 480 U.S. 102 (1987) for the stream of commerce theory, and notes that

Bristol-Myers Squibb Co. v. Superior Court of Cal., 137 S. Ct. 1773 (2017)—on which the

Bridgestone Entities rely—did not overturn Asahi and actually supports jurisdiction in this case.

According to Plaintiff, Bristol-Myers Squibb did not stand for the strict interpretation that the

Bridgestone Entities assert—namely, that specific jurisdiction only exists over the Bridgestone

Entities in the forum that it sold the subject tire, i.e., in Tennessee. Instead, Bristol-Myers Squibb

stands for the proposition that there must simply and loosely be a connection between the forum

and the specific claims at issue, which, according to Plaintiff, easily exists under the facts of this

case.

Moreover, Plaintiff asserts that the Bridgestone Entities’ claim of an excessive burden to

litigate in Rhode Island is “ridiculous” because the Bridgestone Entities proclaim themselves as

the world’s largest manufacturer of tire and rubber products and generated net sales of $28

billion and income of $3.8 billion in 2016. Lastly, Plaintiff argues that if this Court were to

question the personal jurisdiction in this case, Plaintiff should be entitled to limited discovery

because (1) Defendants relied on three affidavits filed by the Bridgestone Entities outside of the

13

Complaint and thus converted a Super. R. Civ. P. 12(b)(6) motion to dismiss into a motion for

summary judgment, and (2) the affidavits were self-serving because two of the three affidavits

rely on a review of documentation that was unavailable to Plaintiff.

This Court finds that there is no general jurisdiction over the Bridgestone Entities. As

indicated above, the United States Supreme Court has recently clarified the narrow parameters of

general jurisdiction. See BNSF Ry. Co. v. Tyrrell, 137 S. Ct. 1549 (2017); Daimler, 134 S. Ct. at

754. A corporation is “at home” for purposes of general jurisdiction where the corporation is

incorporated and where it has its principal place of business. Daimler, 134 S. Ct. at 760 (quoting

Goodyear, 564 U.S. at 924). Here, BATO is a Delaware limited liability company with its

corporate headquarters and principal place of business in Tennessee. Queiser Aff. ¶¶ 9-10.

BSAM is a Nevada corporation that maintains its corporate headquarters and principal place of

business in Tennessee. Id. at ¶ 18. Bridgestone Retail is a Delaware limited liability company

where, for decades, its corporate headquarters and principal place of business has been in

Illinois. Id. at ¶ 21. Thus, because no Bridgestone entity is incorporated or has its principal

place of business in Rhode Island, they are not subject to general jurisdiction in Rhode Island

under the basic standard set forth in Daimler.

There is an exception, however, for “exceptional case[s]” where “a corporate defendant’s

operations in another forum ‘may be so substantial and of such a nature as to render the

corporation at home in that state’” and therefore satisfy the requirements of general jurisdiction.

BNSF, 137 S. Ct at 1558 (quoting Daimler, 134 S. Ct. at 761 n.19); see Perkins v. Benguet

Consol. Mining Co., 342 U.S. 437, 72 S. Ct. 413, 96 L.Ed. 485 (1952) (holding that the

exception applied when war forced the defendant corporation to relocate from the Philippines to

Ohio where the state became the center of the corporation’s “wartime activities”).

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However, recently, the Supreme Court restricted this “exceptional-circumstances”

exception in a case wherein a railroad employee sued a Delaware railroad company in Montana

for injuries allegedly sustained outside Montana. BNSF, 137 S. Ct. at 1562. The railroad

company was not incorporated in Montana and did not have its principal place of business there.

Id. at 1559. Nonetheless, the employee alleged that general jurisdiction existed because the

railroad company had over 2000 miles of railroad track in Montana and more than 2000

employees in Montana, which was equivalent to less than five percent of its work force and

about six percent of its total track mileage in the State. Id. at 1554. The railroad company also

generated less than ten percent of its total revenue and maintained only one of its twenty-four

automotive facilities in Montana. Id. The Supreme Court disagreed with the employee, stating

that “‘the general jurisdiction inquiry does not focus solely on the magnitude of the defendant’s

in-state contacts,’” and that “the inquiry ‘calls for an appraisal of a corporation’s activities in

their entirety.” Id. at 1559 (quoting Daimler, 134 S. Ct. at 762 n.20). The Court noted that the

railroad company’s contacts with Montana were unrelated to the claim and were insufficient to

establish general jurisdiction. Id.

Here, this Court is satisfied that significantly less contact has been made between the

Bridgestone Entities and Rhode Island, so the exception would not apply. The facts before this

Court which Plaintiff alleges to assert general jurisdiction are that BATO produced $35 million

in revenue in Rhode Island, which is equivalent to less than one percent of its total revenues;

Bridgestone Retail operates five customer care centers in Rhode Island; Bridgestone’s website

directs customers where to buy its tires in Rhode Island; BATO employs at least one salesperson

in Rhode Island out of 12,000 BATO employees nationwide; and there is a network of

distributors to supply Rhode Island customers with its tires. It is clear that these facts, in the

15

aggregate, are not substantial or of the nature of those in BNSF—namely, where the railroad

company employed less than five percent of its work force and about six percent of its total track

mileage in Montana—where the Supreme Court still found such contacts did not suffice general

jurisdiction under the exception. See id. As noted in Daimler and Goodyear, when requiring

affiliations that are “so continuous and systematic” that a corporation is essentially at home,

those contacts must be comparable to a domestic enterprise in that state. See Daimler, 134 S. Ct.

at 758 n.11; Goodyear, 131 S. Ct. at 2851; see also Brown v. Lockheed Martin Corp., 814 F.3d

619, 627 (2d Cir. 2016) (explaining that Daimler makes it “incredibly difficult to establish

general jurisdiction in a forum other than the place of incorporation or principal place of

business”). Furthermore, other courts have found that the exception is severely limited. See

Brown, 814 F.3d at 622 (finding no general jurisdiction over a corporation registered to do

business in the state, leasing space in four locations, having thirty to seventy workers at those

spaces, and producing $160 million in gross revenues from its in-state activities); Stisser v. SP

Bancorp, Inc., 174 A.3d 405, 411-12 (Md. Ct. Spec. App. 2017) (holding “[c]onsistent with

Daimler . . . a nonresident parent corporation is not subject to general jurisdiction in Maryland

based solely on its incorporation of a subsidiary within Maryland”). Here, any contacts that the

Bridgestone Entities have with Rhode Island are merely incidental, and not central, to its primary

business as required under the law of Daimler. See Daimler, 134 S. Ct. at 762 n.20 (noting that

the general jurisdiction inquiry does not just focus on the magnitude of the defendant’s in-state

contacts, but “instead calls for an appraisal of a corporation’s activities in their entirety,

nationwide and worldwide”). Thus, this Court finds that there is no general jurisdiction over the

Bridgestone Entities here in Rhode Island.

16

Specific jurisdiction is also lacking over the Bridgestone Entities. The United States

Supreme Court has emphasized that “[i]n order for a state court to exercise specific jurisdiction,

‘the suit’ must ‘aris[e] out of or relat[e] to the defendant’s contacts with the forum.” Bristol-

Myers Squibb, 137 S. Ct. at 1780 (quoting Daimler, 134 S. Ct. at 754). Additionally, there must

be “‘an affiliation between the forum and the underlying controversy, principally, [an] activity or

an occurrence that takes place in the forum state . . . .’” Id. (quoting Goodyear, 564 U.S. at 919);

see also Cerberus Partners, 836 A.2d at 1119 (quoting Rose, 819 A.2d at 1251) (“For specific

personal jurisdiction to exist . . . the defendant must have performed ‘some act by which [it]

purposefully [availed] itself of the privilege of conducting activities within the forum state, thus

invoking the benefits and protections of its laws.’”). Adopting the United States Supreme

Court’s interpretation, the Rhode Island Supreme Court instructed: “In determining whether

specific jurisdiction exists, the court focuses on ‘the relationship among the defendant, the

forum, and the litigation.’” Id. (quoting Md. Cent. Collection Unit, 529 A.2d at 151); see also

Walden v. Fiore, 134 S. Ct. 1115, 1121 (2014).

Moreover, the relationship between the nonresident defendant and the forum state “must

arise out of contacts that the ‘defendant himself’ creates with the forum state.” Walden, 134

S. Ct. at 1122 (quoting Burger King, 471 U.S. at 475). This “minimum contacts” analysis also

“looks to the defendant’s contacts with the forum State itself, not the defendant’s contacts with

persons who reside there.” Id. Lastly, “the plaintiff cannot be the only link between the

defendant and the forum.” Id.

In Bristol-Myers Squibb, a group of plaintiffs—consisting of eighty-six California

residents and 592 residents from thirty-three other States—filed eight separate complaints in

California Superior Court against Bristol-Myers Squibb (BMS). 137 S. Ct. at 1778. All of the

17

plaintiffs alleged that BMS’s prescription drug, Plavix—which thins the blood and inhibits blood

clotting—had damaged their health. Id. The nonresident plaintiffs did not allege that they

obtained Plavix through California physicians or from any other California source; nor did they

claim that they were injured by Plavix or were treated for their injuries in California. Id.

Additionally, BMS did not develop Plavix in California, did not create a marketing strategy for

Plavix in California, and did not manufacture, label, package, or work on the regulatory approval

of the product in California. Id. BMS did, however, sell Plavix in California: between 2006 and

2012, it sold almost 187 million Plavix pills there and made more than $900 million in revenue,

which equated to a little over one percent of the company’s nationwide sales revenue. Id.

The United States Supreme Court found that jurisdiction could not be exercised against

BMS with respect to the nonresident plaintiffs’ claims, finding that what was missing “[was] a

connection between the forum and the specific claims at issue.” Id. at 1781. The Court

compared the facts therein to Walden, where Nevada plaintiffs sued an out-of-state defendant for

conducting an allegedly unlawful search of the plaintiffs while they were in Georgia preparing to

board a plane bound for Nevada. Id. The Nevada courts lacked specific jurisdiction “even

though the plaintiffs were Nevada residents and ‘suffered foreseeable harm in Nevada.’” Id.

(quoting Walden, 134 S. Ct. at 1124). Specifically, “[b]ecause the ‘relevant conduct occurred

entirely in Georgi[a] . . . the mere fact that [this] conduct affected plaintiffs with connections to

the forum State d[id] not suffice to authorize jurisdiction.’” Id. at 1781-82 (quoting Walden, 134

S. Ct. at 1126). The Court concluded that “the connection between the nonresidents’ claims and

the forum is even weaker” in Bristol-Myers Squibb, for the relevant plaintiffs were not California

residents, they did not claim to have suffered harm in that State, and the conduct giving rise to

18

the nonresidents’ claims occurred elsewhere. Id. at 1782 (citing World-Wide Volkswagen, 444

U.S. at 295).

Likewise, here, this Court cannot find specific jurisdiction over the Bridgestone Entities.

The accident in this case took place entirely within Connecticut, not Rhode Island. Additionally,

the tow truck was manufactured and assembled entirely outside Rhode Island. Decedent also did

not purchase the Bridgestone tire at issue in Rhode Island; instead, the tire was “original

equipment” on the truck that was manufactured outside of Rhode Island. It is also clear to this

Court that the alleged original equipment tire at issue was designed and manufactured entirely in

Tennessee, which was then sold to PACCAR/Peterbilt Motors in Tennessee to be installed on the

tow truck, which was also manufactured entirely within Tennessee. When the tow truck was

complete, Sterry Street drove down to Tennessee and picked it up there. Decedent did not suffer

injury here and “all the conduct giving rise to [his] claims occurred elsewhere.” Bristol-Myers

Squibb, 137 S. Ct. at 1782.

Plaintiff argues that there should be specific jurisdiction against the Bridgestone Entities

because Decedent was a resident of Rhode Island, he traveled through Rhode Island, he was

transported from the accident site to Rhode Island Hospital where he received treatment, and he

ultimately passed away in Rhode Island. However, these are contacts that Decedent—not the

Bridgestone Entities—has made with Rhode Island. As stated above, the relationship between

the nonresident defendant and the forum state “must arise out of contacts that the ‘defendant

himself’ creates with the forum State.” Walden, 134 S. Ct. at 1122 (quoting Burger King, 471

U.S. at 475). “[T]he plaintiff cannot be the only link between the defendant and the forum.” Id.

“Rather, it is the defendant’s conduct that must form the necessary connection with the forum

State that is the basis for its jurisdiction over him.” Id. (citing Burger King, 471 U.S. at 478).

19

“[M]ere injury to a forum resident is not a sufficient connection to the forum.” Id. at 1125.

Therefore, Plaintiff’s reliance on these contacts, under the law, do not establish specific

jurisdiction over the Bridgestone Entities because they are not contacts that the Bridgestone

Entities created.

Furthermore, Plaintiff’s reliance on the sale of the truck to two Rhode Island companies

as a means to hale the Bridgestone Entities into court here is also misplaced. Plaintiff argues that

because Patriot and Peterbilt of Rhode Island—two Rhode Island based companies—entered into

a contract for the sale of the truck with PACCAR and Peterbilt Motors, the Bridgestone Entities

were therefore subject to jurisdiction in Rhode Island because their tires were on the truck.

However, the United States Supreme Court, also in Bristol-Myers Squibb, specifically stated that

“‘a defendant’s relationship with a . . . third party, standing alone, is an insufficient basis for

jurisdiction.’” 137 S. Ct. at 1781 (quoting Walden, 134 S. Ct. at 1123). The Bridgestone Entities

were not a party in this contract. Plaintiff is therefore relying on connections to Rhode Island

through contacts made by PACCAR and Peterbilt Motors—third parties—and not the

Bridgestone Entities. Under Bristol-Myers Squibb, then, this argument fails and specific

jurisdiction cannot be found.

Plaintiff, relying on Asahi, further argues that jurisdiction over the Bridgestone Entities

should be found under a “stream of commerce” theory. 480 U.S. at 104. Asahi involved a

Taiwanese tire tube manufacturer seeking indemnification against a Japanese tube valve

assembly manufacturer in a products liability action arising from a motorcycle accident. Id. at

105-06. The four-member plurality opinion, written by Justice O’Connor, stated that the

“substantial connection” between the defendant and the forum state must come about by “an

action of the defendant purposefully directed toward the forum State.” Id. at 112 (citing Burger

20

King, 471 U.S. at 476; Keeton v. Hustler Magazine, Inc., 465 U.S. 770, 774 (1984)) (emphasis in

original). The Court further noted that “[t]he placement of a product into the stream of

commerce, without more, is not an act of the defendant purposefully directed toward the forum

State.” Id. Rather, additional conduct by the defendant is needed, such as “designing the

product for the market in the forum State, advertising in the forum State, establishing channels

for providing regular advice to customers in the forum State, or marketing the product through a

distributor who has agreed to serve as the sales agent in the forum State.” Id. The Court did

note, however, that even if a defendant is aware that the stream of commerce may sweep the

product into the forum State, this does not convert the act of placing the product into the stream

into an act purposefully directed toward the forum State. Id.

However, in a four-member concurring opinion, Justice Brennan stated that by requiring

conduct beyond placing goods in the stream of commerce, the plurality opinion “marked [a]

retreat” from World-Wide Volkswagen and represented the minority view among the federal

courts. Id. at 118 (Brennan, J., concurring). In World-Wide Volkswagen, the respondents sought

to base jurisdiction on one isolated occurrence and any inferences that follow: “the fortuitous

circumstance that a single Audi automobile, sold in New York to New York residents, happened

to suffer an accident while passing through Oklahoma.” 444 U.S. at 295. The Court held that

even though an accident occurring in Oklahoma was to some extent foreseeable because

automobiles are mobile, such an accident was not enough to establish minimum contacts

between the forum State and the retailer or distributor. Id. at 295-97 (“[T]he foreseeability that is

critical to due process analysis is not the mere likelihood that a product will find its way into the

forum State. Rather, it is that the defendant’s conduct and connection with the forum State are

such that he should reasonably anticipate being haled into court there.”).

21

The Court then contrasted the foreseeability of litigation regarding a consumer who

incidentally transports a defendant’s product with the foreseeability of litigation where the

defendant’s product was regularly sold:

“Hence if the sale of a product of a manufacturer or distributor . . .

is not simply an isolated occurrence, but arises from the efforts of

the manufacturer or distributor to serve directly or indirectly, the

market for its product in other States, it is not unreasonable to

subject it to suit in one of those States if its allegedly defective

merchandise has there been the source of injury to its owner or to

others. The forum State does not exceed its powers under the Due

Process Clause if it asserts personal jurisdiction over a corporation

that delivers its products into the stream of commerce with the

expectation that they will be purchased by consumers in the forum

State.” Id. at 297-98 (citing Gray v. Am. Radiator & Standard

Sanitary Corp., 22 Ill. 2d 432, 176 N.E.2d 761 (1961)).

Justice Brennan in Asahi thus concluded that due process is satisfied so long as “[t]he stream of

commerce refers not to unpredictable currents or eddies, but to the regular and anticipated flow

of products from manufacture to distribution to retail sale.” 480 U.S. at 117 (Brennan, J.,

concurring). Accordingly, “[a]s long as a participant in this process is aware that the final

product is being marketed in the forum State, the possibility of a lawsuit there cannot come as a

surprise.” Id.

Then, in 2011, the Supreme Court again discussed the scope of the stream of commerce

theory in J. McIntyre Machinery, Ltd. v. Nicastro, 564 U.S. 873 (2011). The Court was divided

once again; a four-justice plurality opinion, led by Justice Kennedy, concluded that a British

manufacturer of scrap metal machines was not subject to personal jurisdiction in New Jersey

since it had no office, property, and never advertised in or sent any employees there. Id. at 886-

87. In so doing, the plurality opinion also rejected Justice Brennan’s broader interpretation of

the stream of commerce analysis in Asahi. Id. at 883-84 (“This Court’s precedents make clear

22

that it is the defendant’s actions, not his expectations, that empower a State’s courts to subject

him to judgment.”). The plurality opinion stated that “[t]he question is whether a defendant has

followed a course of conduct directed at the society or economy existing within the jurisdiction

of a given sovereign, so that the sovereign has the power to subject the defendant to judgment

concerning that conduct.” Id. at 884.

Justice Breyer’s concurrence in Nicastro also found the facts to be insufficient to prove

personal jurisdiction over the British manufacturer. Id. at 887-88 (Breyer, J., concurring). The

facts in particular—that one machine was sold in New Jersey, that the manufacturer desired to

have its American distributor sell to anyone in America, and that the manufacturer attended trade

shows all throughout America—did not signify a regular flow of its product or regular course of

sales in New Jersey. Id. at 888-89. The dissent in Nicastro, after citing to Justice Brennan’s

opinion in Asahi and World-Wide Volkswagen, concluded that the correct approach is to follow

similar case law in federal and state courts that “rightly rejected the conclusion that a

manufacturer selling its products across the USA may evade jurisdiction in any and all States,

including the State where its defective product is distributed and causes injury.” Id. at 906

(Ginsburg, J., dissenting).

Plaintiff contends that under the stream of commerce theory, the Bridgestone Entities are

subject to jurisdiction in this State because Bridgestone Tire is a nationwide company with

advertising reaching every state and particularly with its website that directs customers where to

buy products. Additionally, Bridgestone Retail operates five customer care centers in Rhode

Island that have the Bridgestone brand name, provide a physical location for meeting with

customers and addressing customer requests, and sells Bridgestone brand products to customers.

Pl.’s Obj., Ex. 12 at ¶ 24. Furthermore, BATO employs a sales agent in Rhode Island to promote

23

its products both to the end customer and to the distributor. Id. at Ex. 12 at ¶ 17. Plaintiff further

argues that Bridgestone’s advertising, use of sales agents, and use of Rhode Island based

customer care centers establish that the Bridgestone Entities purposefully direct its products to

Rhode Island.

This Court follows the First Circuit Court of Appeals’ interpretation of the stream of

commerce theory, which adopts Justice O’Connor’s plurality opinion in Asahi and Justice

Kennedy’s plurality opinion in J. McIntyre. See Adelson v. Hananel, 652 F.3d 75, 82 (1st Cir.

2011) (quoting J. McIntyre Machinery, 564 U.S. at 884) (“‘The question is whether a defendant

has followed a course of conduct directed at the society or economy existing within the

jurisdiction of a given sovereign, so that the sovereign has the power to subject the defendant to

judgment concerning that conduct.’”); Rodriguez v. Fullerton Tires Corp., 115 F.3d 81, 85 (1st

Cir. 1997) (quoting Asahi, 480 U.S. at 107) (“[T]he Supreme Court held that the ‘placement of a

product into the stream of commerce, without more, is not an act of the defendant purposefully

directed toward the forum State,’ and, thus, is insufficient to support a claim of personal

jurisdiction . . . . Asahi is still good law . . . .”).

Here, even if this Court were to apply the stream of commerce theory from Asahi and J.

McIntyre, it would find personal jurisdiction lacking against the Bridgestone Entities. As the

Asahi Court stated:

“[I]f the sale of a product of a manufacturer or distributor . . . is not

simply an isolated occurrence, but arises from the efforts of the

manufacturer or distributor to serve, directly or indirectly, the

market for its product in other States, it is not unreasonable to

subject it to suit in one of those States if its allegedly defective

merchandise has there been the source of injury to its owners or to

others.” Asahi, 480 U.S. at 110 (quoting World-Wide Volkswagen,

444 U.S. at 297) (emphasis added).

24

In this case, the “allegedly defective merchandise”—the Bridgestone tire on the tow truck—was

installed on the tow truck in Tennessee, and the accident—i.e., the “source of injury”—occurred

in Connecticut. Decedent was not injured in Rhode Island, and was only transported to Rhode

Island Hospital after the accident in Connecticut had already happened. The mere fact that

Decedent drove the truck through Rhode Island on the day of the accident is not enough to

establish personal jurisdiction over the Bridgestone Entities. See World-Wide Volkswagen, 444

U.S. at 297 (citing Kulko v. Cal. Superior Court, 436 U.S. 84, 97-98 (1978); Shaffer, 433 U.S. at

216 (majority opinion), 217-19 (Stevens, J., concurring) (“[T]he foreseeability that is critical to

due process analysis is not the mere likelihood that a product will find its way into the forum

State. Rather, it is that the defendant’s conduct and connection with the forum State are such

that he should reasonably anticipate being haled into court there.”).

Plaintiff further contends that the additional conduct required by Justice O’Connor’s

concurrence in Asahi to establish purposeful availment against the Bridgestone Entities is met in

this case. Justice O’Connor provided four examples of when a court may find purposeful

availment against a defendant when that defendant places its product in the stream of commerce:

“designing the product for the market in the forum State, advertising in the forum State,

establishing channels for providing regular advice to customers in the forum State, or marketing

the product through a distributor who has agreed to serve as the sales agent in the forum State.”

Asahi, 480 U.S. at 112. Specifically, Plaintiff argues that the Bridgestone Entities meet all four

of these examples, as Bridgestone is a nationwide company with advertising reaching every

state, and particularly with its website that directs customers where to buy products.

Additionally, Bridgestone—through Bridgestone Retail—operates five customer care centers in

Rhode Island that are emblazoned with the Bridgestone brand name, provide a physical location

25

for meeting with customers and addressing customer requests, and sell Bridgestone brand

products to customers. Pl.’s Obj., Ex. 12 at ¶ 24. Furthermore, BATO employs a sales agent in

Rhode Island to promote its products both to the end customer and to the distributor. Id. at Ex.

12 at ¶ 17. Plaintiff also argues that Bridgestone’s advertising, use of sales agents, and use of

Rhode Island based customer care centers establish that Bridgestone purposefully directs its

products to Rhode Island.

Even if these examples in Asahi are met through these facts, this Court recognizes that its

decision must be consistent with the recent ruling of Bristol-Myers Squibb. The Bristol-Myers

Squibb Court found that “[i]n order for a court to exercise specific jurisdiction over a claim, there

must be an ‘affiliation between the forum and the underlying controversy, principally, [an]

activity or an occurrence that takes place in the forum State.’” 137 S. Ct. at 1781 (quoting

Goodyear, 564 U.S. at 919). “When there is no such connection, specific jurisdiction is lacking

regardless of the extent of a defendant’s unconnected activities in the State.” Id.; see also

Goodyear, 564 U.S. at 930 n.6 (“[E]ven regularly occurring sales of a product in a State do not

justify the exercise of jurisdiction over a claim unrelated to those sales.”). Lastly, and most

importantly, “[f]or specific jurisdiction, a defendant’s general connections with the forum are not

enough. As [the United States Supreme Court has] said, ‘[a] corporation’s continuous activity of

some sorts within a state . . . is not enough to support the demand that the corporation be

amenable to suits unrelated to that activity.’” Bristol-Myers Squibb, 137 S. Ct. at 1781 (quoting

Goodyear, 564 U.S. at 927) (internal quotation marks omitted).

It is first important to note that the Bridgestone Entities are separate entities, and

therefore the conduct performed by one entity is distinct from another. See Queiser Aff. ¶ 21

(“Bridgestone Retail, BATO, and BSAM are separate and distinct corporations.”). Thus, the

26

mere fact that Bridgestone Retail operates five customer care centers in Rhode Island and sells

Bridgestone products to Rhode Island customers is separate and distinct from any activities

committed by BATO. Additionally, Bridgestone Retail did not sell the alleged defective tire to

the Decedent in this case; rather, it was installed on the truck during the manufacturing process

in Tennessee. Rod Curbo Aff. (Curbo Aff.) ¶ 7; Vince Tiano Aff. (Tiano Aff.) ¶¶ 4-5.

Moreover, BSAM is merely a holding company for different subsidiary companies; does not own

any property or employ any persons in Rhode Island; does not design, manufacture, or distribute

tires; and did not design, manufacture, or distribute the alleged defective tire in this case.

Queiser Aff. ¶¶ 18-20. Therefore, because BATO manufactured and installed the alleged

defective tire on the tow truck in this case, only the activities committed by BATO in Rhode

Island are relevant to this Decision. See Curbo Aff. ¶ 7; Tiano Aff. ¶¶ 4-5.

When comparing these facts to the facts set forth in Bristol-Myers Squibb, this Court

finds BATO is not subject to personal jurisdiction before this Court. In Bristol-Myers Squibb,

the nonresident plaintiffs were not prescribed Plavix in California; similarly, in this case, the

alleged defective tire was not manufactured or installed on the tow truck in Rhode Island.

137 S. Ct. at 1781. The nonresident plaintiffs in Bristol-Myers Squibb also did not purchase

Plavix in California; likewise, here, Decedent did not purchase the alleged defective tire in

Rhode Island. Id. The Bristol-Myers Squibb plaintiffs did not ingest Plavix in California; here,

the accident and the alleged blowout of the tire did not occur in Rhode Island. Id. Lastly, the

nonresident plaintiffs in Bristol-Myers Squibb were not injured in California; here, Decedent was

not injured in Rhode Island. Id.

Furthermore, the mere fact that BATO has made revenues of $35 million in Rhode

Island, along with the fact that it has one employee in Rhode Island, is not enough to establish

27

purposeful availment against the entity. BATO’s 2016 revenue from Rhode Island was less than

$35 million, contrasted with nearly $6 billion in revenue in total sales across the United States.

Queiser Aff. ¶ 17. Sales in Rhode Island therefore constituted less than one percent of total

sales. Id. Additionally, BATO had one employee working from home located in Rhode Island,

contrasted with over 12,000 BATO employees worldwide. Id. BATO owns no offices or

property in Rhode Island; it also has no tire manufacturing plants in Rhode Island and designs its

tires in Akron, Ohio. Id. at ¶¶ 11-13.

Again, in Bristol-Myers Squibb, the Supreme Court found that there was no purposeful

availment against BMS, even though from 2006 to 2012, it sold almost 187 million Plavix pills

in California and took in more than $900 million from those sales; amounting to a little over one

percent of the company’s nationwide sales revenue. 137 S. Ct. at 1778. Additionally, BMS held

five of its research and laboratory facilities in California, which employed a total of around 160

employees. Id. It also employed about 250 sales representatives in California and maintained a

small state-government advocacy office in Sacramento. Id. Here, the facts are very similar with

regard to BATO: it has only one employee who works at home, revenues amount to less than one

percent of its total revenue across the United States, and unlike BMS, BATO has no property,

tire manufacturing plants, or offices located in Rhode Island. See id. Therefore, based on these

facts, none of the Bridgestone Entities is subject to specific jurisdiction in Rhode Island.

Because this Court cannot exercise neither specific nor general jurisdiction over the

Bridgestone Entities, this Court need not address the gestalt factors mentioned previously in this

Decision. See Cerberus Partners, 836 A.2d at 1121-22 (“[The gestalt] factors do not even come

into play . . . until it has been shown that a defendant has purposefully established minimum

28

contacts with the forum state . . . . Until such [contacts] [are] established, the reasonableness of

exercising jurisdiction is not even an issue.”).

2

Plaintiff’s Request for Jurisdictional Discovery

Lastly, Plaintiff notes if the Court is inclined to grant the Bridgestone Entities’ motion to

dismiss, it should have the authority to order limited discovery on the personal jurisdiction

question. Specifically, the grounds Plaintiff seeks for limited discovery is that Defendants rely

on three self-serving affidavits that are supported by documentation that was unavailable to

Plaintiff. Plaintiff maintains that by relying on facts outside of the Complaint, Defendants have

converted their Super. R. Civ. P. 12(b)(6) (Rule 12(b)) motion to dismiss into a Super. R. Civ. P.

56 motion for summary judgment.

The motions before this Court are not under Rule 12(b)(6), but under Rule 12(b)(2).

Moreover, our Supreme Court has expressly overruled the principle that a Rule 12(b)(2) motion

to dismiss is transformed into one for summary judgment when facts outside of the complaint are

considered. See Almeida, 506 A.2d at 1376 (“A Rule 12(b) motion to dismiss is not transformed

into a Rule 56 motion for summary judgment when the basis of the Rule 12(b) motion is a lack

of personal jurisdiction.”); Coia v. Stephano, 511 A.2d 980, 981 n.3 (R.I. 1986) (“This court in

Ben’s Marine Sales v. Sleek Craft Boats, 502 A.2d 808 (R.I. 1985), overruled Ewing [v. Frank,

103 R.I. 96, 97-98, 234 A.2d 840, 841 (1967)] insofar as it stands for the proposition that when

extraneous matters are considered in ruling on a motion to dismiss based on a lack of jurisdiction

the motion is automatically transformed into one for summary judgment.”).

Additionally, jurisdictional discovery is unnecessary to determine whether this Court can

exercise jurisdiction over the Bridgestone Entities. “[A] court may properly allow discovery to

29

aid in determining whether it has in personam or subject-matter jurisdiction.” Smith v. Johns-

Manville Corp., 489 A.2d 336, 338 (R.I. 1985). However, “[our Supreme Court] has been

reluctant to allow litigants to engage in a discovery ‘fishing expedition’ merely to establish

personal jurisdiction.” Martin v. Howard, 784 A.2d 291, 297 (R.I. 2001) (citing Coia, 511 A.2d

at 984; Smith, 489 A.2d at 340). Rather,

“under Rule 11, it is the duty of the plaintiff’s attorney to conduct a

good-faith investigation before filing a complaint that is sufficient

to support allegations showing (1) the jurisdiction of the court, (2)

the timeliness of the claims asserted therein, and (3), assuming the

truth of the factual averments, the plaintiff’s entitlement to relief as

a matter of law—all without having to conduct discovery to do so.”

Id.

The facts before this Court regarding the Bridgestone Entities’ contacts are distinguishable from

those of Smith. In that case, jurisdictional fact discovery was appropriate because there was

“significant controversy surrounding the pertinent facts bearing on the question of minimum

contacts.” Smith, 489 A.2d at 339. Specifically, the defendant’s affidavit in Smith did nothing to

rebut an allegation, and plaintiff’s counsel stated in an affidavit that defendant’s product had

been distributed throughout Rhode Island. Id.

In Coia, however, our Supreme Court distinguished Smith. 511 A.2d at 984. In that case,

a dog buyer brought a breach of contract action against the sellers, who filed a motion to dismiss

for lack of personal jurisdiction, which the trial justice granted. Id. The Rhode Island Supreme

Court found the trial justice’s decision to deny jurisdictional discovery was not substantially

prejudicial. Id. Specifically, the Court found that there was not a great deal of controversy

surrounding the question of minimum contacts, for the plaintiff made general allegations that,

even if true, were inadequate to establish personal jurisdiction. Id. Additionally, the defendants

in that case not only denied the general allegations, but refuted each allegation in

30

counteraffidavits to which the plaintiff did not respond. Id. Moreover, the statute of limitations

period did not run on the plaintiff’s cause of action, so he still had time to bring the action in the

appropriate jurisdiction. Id. Importantly, the Coia Court stated that “[i]n this case there is an

absence of any specific allegations that would support a finding of personal jurisdiction. [The

Court] would be issuing a fishing license to the plaintiff if [the Court] allowed jurisdictional fact

discovery on this record.” Id.

As the Court did in Coia, this Court denies jurisdictional fact discovery here with respect

to the Bridgestone Entities. Here, there is no “great deal of controversy surrounding the question

of minimum contacts” against the Bridgestone Entities. Smith, 489 A.2d at 339 n.2. The

Bridgestone tire was manufactured in Tennessee, the accident occurred in Connecticut, and

Decedent was injured in Connecticut. Furthermore, Decedent did not purchase the tire in Rhode

Island, and Decedent’s business was located in Massachusetts. Lastly, the tow truck—with the

Bridgestone tire attached—was picked up in Tennessee by Decedent’s company and driven back

to Massachusetts. This Court has determined that these facts by themselves stand alone to

establish a lack of personal jurisdiction over the Bridgestone Entities. Furthermore, even if

Plaintiff wished to pursue jurisdictional discovery regarding the Bridgestone Entities’ general

contacts with Rhode Island, such discovery would be futile based on the most recent United

States Supreme Court decision in BNSF and the restrictions placed on general jurisdiction in

Daimler. See BNSF, 137 S. Ct. at 1559; Daimler, 134 S. Ct. at 760, 762 n.20.

Therefore, this Court finds that it cannot exercise personal jurisdiction over the

Bridgestone Entities. Accordingly, the Bridgestone Entities’ motion to dismiss for lack of

31

personal jurisdiction is granted. Additionally, Plaintiff’s request for jurisdictional fact discovery

regarding the Bridgestone Entities’ contacts with Rhode Island is denied.3

C

Analysis of PACCAR and Peterbilt Motors’ Motion to Dismiss

In addition to the Bridgestone Entities, PACCAR and Peterbilt Motors also filed a

motion to dismiss the claims against them for lack of personal jurisdiction. PACCAR is

incorporated in Delaware with its principal place of business in Washington. Curbo Aff. ¶ 2.

Peterbilt Motors is an unincorporated division of PACCAR with its principal place of business in

Texas. Id. at ¶ 3. The tow truck’s chassis was assembled at Peterbilt’s plant in Madison,

Tennessee in November 2005. Id. at ¶ 6. The records of the truck reflect that the chassis was

assembled with two Bridgestone tires on the front axle wheel ends, and eight Bridgestone tires

on the rear axle wheel ends. Id. These Bridgestone tires were delivered to Peterbilt’s plant in

Madison, Tennessee prior to being installed on the chassis. Id. Upon completed assembly of the

chassis, the chassis was shipped, with the Bridgestone tires attached, to Miller Industries in

Ooltewah, Tennessee for up-fitting. Id. at ¶ 7. Records of Miller Industries indicate that in or

3 This Court also notes that although Rhode Island and Massachusetts do not have statutes of

repose on products liability actions, both Connecticut and Tennessee do. See Conn. Gen. Stat.

§ 52-577a (“No product liability claim . . . may be brought against any party . . . later than ten

years from the date that the party last parted with possession or control of the product.”); Tenn.

Code Ann. § 29-28-103 (“Any action against a manufacturer or seller of a product for injury to

person or property caused by its defective or unreasonably dangerous condition . . . must be

brought within ten (10) years from the date on which the product was first purchased for use or

consumption, or within one (1) year after the expiration of the anticipated life of the product,

whichever is the shorter . . . .”). Plaintiff did not raise in her papers that she would be

substantially prejudiced if her jurisdictional discovery request was denied because the statutes of

repose in those two states have expired. Even if she did, however, the argument lacks merit.

The tow truck was sold on May 18, 2006 to Sterry Street, and Plaintiff filed this action on May

24, 2017. If she filed the Complaint in Connecticut or Tennessee instead of Rhode Island, the

statute of repose would have still expired because more than ten years had passed before she

filed this case.

32

around February 2006, Miller Industries received the truck at its plant in Ooltewah, Tennessee,

with the Bridgestone tires and rims already installed. Tiano Aff. ¶¶ 4-5.

PACCAR and Peterbilt Motors’ motion to dismiss essentially mirrors the arguments

brought by the Bridgestone Entities: namely, that the accident at issue took place entirely within

Connecticut, and not Rhode Island; that the tow truck was manufactured in Tennessee; and that

when the tow truck was complete, Sterry Street picked it up in Tennessee. In addition to those

arguments, however, PACCAR argues that Plaintiff’s Amended Complaint incorrectly identifies

Peterbilt Motors as a subsidiary of PACCAR, when Peterbilt Motors is an unincorporated

division of PACCAR. Thus, according to PACCAR, it is not proper to bring suit against

Peterbilt Motors because of its status as an unincorporated division.

In objection to PACCAR and Peterbilt Motors’ motion to dismiss, Plaintiff asserts that

PACCAR is registered to do business in Rhode Island and has been since 1990. Pl.’s Obj., Ex.

17. To show PACCAR and its Peterbilt Motors division’s contacts with Rhode Island, Plaintiff

points out that the rotator truck originated with PACCAR and Peterbilt Motors, and that they

issued a certificate of origin for the rotator truck in November 2005—thus signifying that they

had actual knowledge that the truck was bound for Rhode Island. See id. at Ex. 8. Furthermore,

Plaintiff contends that PACCAR and Peterbilt Motors issued this certificate to Peterbilt of Rhode

Island, which then worked with Miller Industries and Patriot to procure the eventual sale of the

truck to Sterry Street.

As asserted against the Bridgestone Entities, Plaintiff also argues that the stream of

commerce theory hales PACCAR and Peterbilt Motors into this jurisdiction because they had the

expectation that their goods would serve the Rhode Island market, and that their product indeed

caused injury to a Rhode Island resident. Plaintiff also contends that if Peterbilt Motors is an

33

unincorporated division of PACCAR, then any contacts of Peterbilt Motors with Rhode Island

equate to PACCAR’s contacts with Rhode Island. In the interim, Plaintiff also seeks additional

fact discovery to determine whether Peterbilt Motors is truly an unincorporated division of

PACCAR.

Plaintiff also argues that general jurisdiction is met here because PACCAR and Peterbilt

Motors have had systematic and continuous contacts with Rhode Island over the past two

decades through its manufacture, distribution, and sale of products directly or through Peterbilt

of Rhode Island, its local authorized dealer. Lastly, Plaintiff argues that it is reasonable for

Rhode Island to exercise jurisdiction over PACCAR and Peterbilt Motors because they intended

to serve the Rhode Island market, and it is foreseeable that they would have to respond to

complaints in Rhode Island for the failure of its products. As asserted against the Bridgestone

Entities, Plaintiff requests jurisdictional discovery if this Court is hesitant about denying the

motion.

This Court first acknowledges that Peterbilt Motors is an unincorporated division of

PACCAR, and thus it is not a separate entity and cannot be sued in this case. See Curbo Aff. ¶ 3

(“Peterbilt Motors Company is an unincorporated division of PACCAR[,] Inc[.] with its

principal place of business in the State of Texas.”); U.S. v. President and Fellows of Harvard

Coll., 323 F. Supp. 2d 151, 168 (D. Ma. 2004) (quoting United States v. ITT Blackburn Co., 824

F.2d 628, 631 (8th Cir. 1987)) (“‘[A]n unincorporated division cannot be sued or indicted, as it is

not a legal entity.’”); Smartdoor Holdings, Inc. v. Edmit Indus., Inc., 78 F. Supp. 3d 275, 277

(D.D.C. 2015) (internal citations omitted) (“[U]nincorporated divisions of a corporation lack

legal capacity to be sued.”); see also Copperweld Corp. v. Indep. Tube Corp., 467 U.S. 752, 770

(1984) (finding, in deciding that a corporation and its wholly owned subsidiary were incapable of

34

conspiring with each other under section one of the Sherman Act, that “the operations of a

corporate enterprise organized into divisions must be judged as the conduct of a single actor”).

Therefore, any conduct committed by Peterbilt Motors must be attributed to PACCAR. See Hr’g

Tr. 14:1-3, Nov. 21, 2017 (“We [PACCAR] concede their [Peterbilt Motors] assets are our

assets, their conduct is our conduct in terms of Paccar, so Peterbilt Motors Company should not

be a named defendant.”).

Based on the facts of this case, it is apparent that PACCAR has more connections to this

State than the Bridgestone Entities. Nonetheless, more jurisdictional facts are needed in order to

make a determination with respect to PACCAR’s motion to dismiss. This Court remains

mindful that “a court may properly allow discovery to aid in determining whether it has in

personam or subject-matter jurisdiction.” Smith, 489 A.2d at 338. Based on the facts listed

above, there still appears to be “significant controversy surrounding the pertinent facts bearing

on the question of minimum contacts” with respect to PACCAR and PACCAR via Peterbilt

Motors. Id. at 339. For this reason, this Court grants Plaintiff’s request for jurisdictional fact

discovery to determine whether it can exercise personal jurisdiction over PACCAR.

IV

Conclusion

For the above reasons, this Court grants the Bridgestone Entities’ motion to dismiss for

lack of personal jurisdiction and reserves judgment on PACCAR’s motion to dismiss for lack of

personal jurisdiction until further briefing on the issue. In doing so, this Court denies Plaintiff’s

request for jurisdictional fact discovery with respect to the Bridgestone Entities, and grants

Plaintiff’s request for jurisdictional fact discovery with respect to PACCAR. Counsel shall

present the appropriate order for entry.

35

RHODE ISLAND SUPERIOR COURT

Decision Addendum Sheet

TITLE OF CASE: Alison N. Martins v. Bridgestone Americas Tire

Operations, LLC, et al.

CASE NO: PC-2017-2420

COURT: Providence County Superior Court

DATE DECISION FILED: March 8, 2018

JUSTICE/MAGISTRATE: Stern, J.

ATTORNEYS:

For Plaintiff: Mark Decof, Esq.

Douglas E. Chabot, Esq.

Jeffrey Mega, Esq.

For Defendant: Brian J. Lamoureux, Esq.

William E. O’Gara, Esq.

Amanda Prosek, Esq.

Douglas L. Price, Esq.

Warren D. Hutchison, Esq.

Mark P. Dolan, Esq.

John M. Boland, Esq.